Failure to Vote. In the event that a director of the Company shall fail to vote and act as a director to carry out the provisions of this Agreement, the Shareholders shall exercise their rights as members of the Company to remove such director and to elect in his or her place an individual who will use his or her best efforts to carry out the provisions of this Agreement.
Failure to Vote. In the event that any Stockholder or Investor shall fail to vote the Shares it is entitled to vote in the manner set forth above, such Stockholder or Investor shall be deemed immediately upon the existence of such breach to have granted to any other Stockholder or Investor a proxy to its Shares to ensure that such shares will be voted as set forth above. Each of the Stockholders and Investors acknowledges that each proxy granted hereby, including any successive proxy if need be, is given to secure the performance of a duty, is coupled with an interest, and shall be irrevocable until the duty is performed.
Failure to Vote. All of Recipient’s Vested Shares and/or Non-Vested Shares shall be forfeited immediately in any of the following circumstances: • If Recipient attends or returns a proxy to be present at a meeting of Company stockholders, but fails to either: (1) abstain on any matters that the Board determines that Recipient cannot vote on pursuant to the Company’s charter or otherwise should abstain and provides Recipient with 5 business days’ prior written notice of such determination or (2) with respect to all other matters, vote all Shares of Restricted Stock in accordance with the recommendations of the Board. • If Recipient fails to attend or return a proxy to be present at a meeting of Company stockholders if such meeting has been adjourned at least once in order to obtain additional stockholder attendance or votes and Recipient has been given 5 business days’ prior written notice of such fact.
Failure to Vote. Any Owner who does not vote or abstains from voting on any matter shall be deemed conclusively to have voted affirmatively, but in recording the vote, the Owner shall be shown as having been present and abstained or been absent or failed to vote pursuant to subparagraph 4.04(d)(ii), as the case may be.
Failure to Vote. Until November 1, 2021, all of GKP’s Non-Vested Shares shall be forfeited immediately, at the Conflict Committee’s discretion, in any of the following circumstances: • If GKP attends or returns a proxy to be present at a meeting of Company stockholders, but fails to either: (1) abstain on any matters that the Board determines that GKP cannot vote on pursuant to the Company’s charter or otherwise should abstain and provides GKP with 5 business days’ prior written notice of such determination or (2) with respect to all other matters, vote all GKP Restricted Shares in accordance with the recommendations of the Board. • If GKP fails to attend or return a proxy to be present at a meeting of Company stockholders if such meeting has been adjourned at least once in order to obtain additional stockholder attendance or votes and GKP has been given 5 business days’ prior written notice of such fact.
Failure to Vote. In the absence of the exercise of any Voting Rights by Dx. Xxxxxxxxxx, for any reason whatsoever, when a shareholder vote is requested by the Board of Directors of the Company, the Voting Rights shall automatically be transferred to the Secretary of the Company, or to his or her assignee.
Failure to Vote. If a Lender fails to vote within a period of time specified by the Agent in relation to any amendment or waiver (being a period of not less than 15 Business Days or such longer period as may be agreed by the Company), such Lender’s Commitment and/or Outstandings shall not be included when considering whether the consent of the Majority Lenders or all Lenders (as the case may be) has been obtained in respect of any amendment or waiver so requested.
Failure to Vote. 27 Voting by Triple-S’s Directors and Executive Officers . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 28 Voting at the Special Meeting . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 28 Shares Held in Name of Broker. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 29
Failure to Vote. If you are a registered stockholder and you do not sign and return your proxy card or vote over the internet, by telephone or by attendance via the virtual meeting website, your shares will not be voted at the special meeting and will not be counted for purposes of determining whether a quorum exists. If you are the record owner of your shares and you fail to vote, it will have the same effect as a vote ‘‘AGAINST’’ the merger proposal but will have no effect on the proposal to adjourn the special meeting (whether or not a quorum is present), if necessary or appropriate, to permit further solicitation of proxies in favor of the merger proposal, and the advisory vote on named executive officer merger-related compensation arrangements (assuming a quorum is present).
Failure to Vote. If you are a stockholder of record and you do not sign and return your proxy card or vote over the Internet, by telephone or at the ENVB annual meeting, your shares will not be voted at the ENVB annual meeting, will not be counted as present in person or by proxy at the ENVB annual meeting and will not be counted as present for purposes of determining whether a quorum exists. For purposes of the Election of Directors and the ENVB Share Issuance Proposal, provided a quorum is present, a failure to vote will have no effect on the outcome. For purposes of the Say-on-Pay Proposal, the Auditor Ratification Proposal, and the ENVB Adjournment Proposal, provided a quorum is present, a failure to vote will have the effect of a vote “AGAINST” such proposals.
